The Amazing Spider-Girl
by OptimusPhillip
Summary: The story you've all been waiting (and begging) for, The Amazing Spider-Girl! That's right, the allegedly stillborn child of Peter and Mary Jane Parker is returned and becomes the teen vigilante Spider-Girl to protect her father from the deranged Green Goblin III. Rated: T for Violence
1. Chapter 1

"My master has wronged my brother," said a man in a black and red lycra costume, "and I was directly involved. Now that he is deceased, I can finally right those wrongs." He walked out of the room.

"The Itsy-Bitsy Spider went up the waterspout." sang a red-haired woman to a baby no older than three months, "Down came the rain and washed the Spider out."

"Are you going to finish the song, Mongraine?" said the man.

"What are you doing here, Kaine?" she replied.

"I am righting the wrongs that have been committed against my brother. And that starts with returning his daughter to him."

"Osborn didn't want him to have the baby."

"Osborn wanted the baby dead. But you couldn't bring yourself to commit such an act, so you just kidnapped her."

"Exactly."

"Now that Osborn's dead, why do you continue to keep her from him?"

"Out of respect for his memory."

"I'll make it simple Alison: give me the baby or I'll take her away from you myself."

"Try me."

"With pleasure." Kaine shot a web at Mongraine's face and reached out to grab the baby, but she pulled out a gun and aimed it at Kaine.

"Really?" said Kaine. He shot a web and pulled the gun in, crushing it in his hand.

"I won't ask again." said Kaine, "The baby please?"

"Fine." said Mongraine. She passed the infant girl to Kaine.

"Thank you." said Kaine before he walked out of the room.

"There's more to that song, you know." said Kaine to the baby, "The Itsy-Bitsy Spider climbed up the waterspout. Down came the rain and washed the Spider out. Out came the sun and dried up all the rain and the Itsy-Bitsy Spider climbed up the spout again."


	2. Chapter 2

Peter and Mary Jane were just finished settling down after one of the most hectic years of their lives when they heard a tapping on an upstairs window. Peter was suspicious so he went upstairs with his web shooters armed and ready. He was shocked by the familiar figure on the other side: a man wearing a blood red and jet black Spider-Man costume.

"What are you doing here, Kaine?" said Peter as he curled his web shooting fingers.

"I'm not here to fight, Peter. In fact, I come with a gesture of goodwill."

"What?"

"I only tried to kill you because Osborn hypnotized me. Now that he's dead, the spell is broken and I'm back to my humane self."

"How come you weren't destroyed with all the other clones?"

"There was a cryogenic freezing chamber in the lab, where the Jackal kept the clones that didn't develop right. I just hopped in there and let my DNA develop while I was frozen and safe."

"Okay. But what are you doing here?"

"I have something that you no doubt would love to have back, more than anything else." Kaine took off his web backpack and handed it to Peter. Peter could not believe his eyes when he saw the infant girl who had been strapped to Kaine's back.

"MJ," he yelled downstairs, "you might wanna see this." MJ came up the stairs.

"What is it?" she said.

"Look." he handed the baby to Mary Jane.

"Oh my God! But I thought-"

"That's exactly what Osborn thought, and what Mongraine wanted you to think." said Kaine

"Mongraine?" said Peter confused.

"One of the Green Goblin's agents."

"That's the same name as the waitress who served me soup that day." said MJ.

"No coincidence." said Kaine, "She was a master of disguise, she could go from a waitress at a restaurant in Queens to a nurse at a Manhattan hospital in five minutes."

"She may have been an agent of the Green Goblin," said Peter, "but we have her to thank for the fact that little May here is even alive."

"Yeah." said Kaine, "It may be a little sad, but it's true."


	3. Chapter 3

Two years later, Peter went to a scientific demonstration of Otto Octavius's latest cold fusion experiment. He knew from the waver he had to sign to relieve the lab of liability for any injuries suffered and all of Otto's safety precautions that it was dangerous, but that didn't deter him. He loved science, and risks are a large part of science. Once one accepted that fact they were unafraid of the risks posed by whatever they do. First impressions were good, for the energy readings were at an optimal level and there was no collateral damage, however the experiment took a turn for the worse: the device began overloading, as Octavius had predicted was 51% likely to happen, and an evacuation was ordered. However, one person was not able to get out of the lab before the reactor exploded: Peter Parker.

Mary Jane was doing the laundry when she heard the phone ringing. When she picked it up she heard the worst message she could've imagined: Peter had been hospitalized for leg injuries after a laboratory accident. After rounding up May, she got in the car and drove to the hospital.

MJ tried to keep her cool as she asked the receptionist if she could see Peter.

"I'm sorry," said the lady, "but visitors aren't allowed in the operating room during surgery."

"Surgery?" said MJ, "What kind of surgery?"

"You'll have to see for yourself once he's out. Which is expected to be in an hour or two."

"Okay." MJ left the front desk and sat in one of the waiting room chairs, "Just an hour or so." she whispered to herself, "Just an hour or so and he'll be fine."

When Peter did get out of surgery, MJ went to see him. What she saw, however, was not 100% of Peter: he was missing a leg.

"What happened?" said MJ.

"Otto's reactor exploded." said Peter, "Gave me fourth-degree burns from the lower thigh down."

"Was it painful?"

"The burns or the amputation?"

"Both."

"The burns hurt like hell, but they anaesthetized me while they removed the leg."

"He'll be in the hospital for a couple weeks," said his doctor, "but he'll be fine."

Tony Stark was going about business as usual when J.A.R.V.I.S. interrupted him.

"Pardon me, sir, but Mr. Parker is at the door, he would like to request a favor."

"Let him in." said Stark. A little later the elevator door opened and Peter entered, the sound of his crutches echoing throughout the room.

"Peter," said Stark, "good to see you're okay after the accident."

"Feels good to be okay." said Peter.

"So J.A.R.V.I.S. says you need a favor?"

"Yeah. You're the world's leading roboticist, If it's not too much to ask I'd love to be able to walk on two legs again. Could you make that possible?"

"Sure." Stark went over to his computer and got to work designing the holographic specs for the leg, "So word's going around on the Heli-Carrier that you're giving up superheroics. That's not true, is it?"

"I'm afraid it is, Tony."

"Are you sure that you're going to let a small handicap get in your way of spinning the web of justice over the city?"

"It's not that. It's because this happened in my civilian life. If stuff this bad happens to Peter Parker, imagine what could happen to Spider-Man. I can't afford the risk anymore, Tony. My family needs me."

"I have an idea that might be able to keep you better protected in your exploits."

"I'm not donning a suit of armor, Tony." Upon hearing this, Tony removed some stuff from the holographic leg.

"Me giving up is for the best, Tony." said Peter, "Without the weight of the world on my shoulders I can be more devoted to my normal life."

"Peter." said Tony, "I've been down that road. A traumatic experience befalls you so you give up your crime fighting career for your safety. But trust me, it'll come back to bite you later."

"Thanks, Tony. But until it comes back to bite me I'll stick to my decision to being a family man."

"Good luck, Peter. I'll call you when the leg's done."


	4. Chapter 4

Fifteen years passed since Peter lost his leg and gave up superheroics for a family life. He felt glad that all he had to worry about was how he could fit May's big basketball game next week into his schedule, which was a simple task now that he didn't have to deal with his patrol as Spider-Man, God, does he love his new life. He has put Spider-Man behind him and all was well.

However, it would not be long before he would have to acknowledge his past career again. May had just scored her team's winning points. After the commotion had died down some and she was alone in the gym, she decided she could get in some practice. She tried some new moves and found herself jumping higher than she ever had before. When she grabbed the rim of the hoop to catch herself, the glass backboard shattered as she fell back down to the floor.

"Umm..." she said, "Dad?"

The next day, Peter had to talk to the school principal about May accidentally breaking the backboard. Eventually they agreed that they would let her off with a warning since it was an accident.

When they got home, Peter had to explain something to May, since she was clearly amazed at what she was capable of.

"May." he said, "There's something about my past that I haven't told you."

"What's that?"

"You ever hear about this superhero from a while back called Spider-Man?"

"Yeah, I came across that name once or twice in a book I read on recent history. It said something about him being one of the greatest heroes of his time."

"Yeah, I got that a lot."

"Dad, are you saying-"

"Yes, May. I'm Spider-Man. Or at least I was, until I lost my leg fifteen years ago in that lab accident. Then I retired, left the crime fighting to the other heroes in town."

"So what happened last night must've been because I inherited your powers."

"Yes. As much as I wish I could just put that Spidey business behind me, there's just no ignoring the fact that I was Spider-Man, and that it'll always have an impact on our lives."

Meanwhile in Manhattan, a familiar green serum is being injected into someone's arm. There was a show of excruciating pain, but it lasted only for a couple minutes.

"Badbat," he said in a voice that seemed like that of a teenager instead of an adult, "awaken. We have a seventeen-year-old score to settle." Badbat's eyes started glowing as the person laughed the Green Goblin's familiar cackle.


	5. Chapter 5

That weekend, Peter and his family were going about their usual business; Peter posting photos to the Daily Bugle website, Mary Jane making dinner for the family, and May studying for Monday's exam, when suddenly a pumpkin bomb flew in through the window and detonated. Luckily May was able to get away from it in time. It wasn't long after that when Peter saw the Green Goblin through the broken window when he raced to see what had happened.

"Spiders come crawling to the scent of pumpkin." said Goblin, "I'll have to put that in my biology report. Hehehe" he threw more pumpkin bombs in, but Peter was able to get out before they went off.

"What's going on?" said MJ.

"We're under attack from the Green Goblin." said Peter.

"But I thought you retired?" said May.

"The Green Goblin's grudge isn't against Spider-Man. It's against Peter Parker."

"Why?" Before Peter could reply they were bombarded with pumpkin bombs yet again, this time accompanied by the razor-winged bats. May ducked for cover near the basement door. When the blast wave opened the door, something caught her eye.

"Come out, Parker!" said the Goblin, "Come out and face me!" When Peter didn't come out, he pulled out an obsidian sword shaped like a bat wing and started to fly in on Badbat, however his sword was suddenly pulled out of his hand by an unseen force. He turned around to see someone in an older Spider-Man suit, but it was obviously a female in the suit.

"Is this yours, Tiger?" she said referring to the sword, "Sorry. I'm not usually the bad girl type." She threw the sword on the ground before swinging down to engage the Goblin. She used some inventive moves as well as the usual punches and kicks. The Goblin retaliated again and again, but none of his punches hit her, thanks to her spider-like agility. Eventually the Goblin was knocked off Badbat and was forced to retreat.

"Well that went pretty well." she said as she took off her mask, revealing herself to be May.

"What were you thinking, May?" said Peter, "You could've gotten yourself killed!"

"I'm sorry, Dad." May said, "It seems you forgot I just saved all of our lives!"

"Don't take that tone with me, young lady."

"Peter." said MJ, "She's right. If she hadn't risked her life like that, all of us would've died. At least she had a chance of surviving that."

"But now the Green Goblin will want to kill her because she's standing in his way of killing me."  
"Relax, Dad." said May, "There's no way he could've figured out it was me. He'll only try to kill me if he sees me in the costume, which will only be if he comes after us again."

"Fine, I'll let it slide. But only use the suit if we're attacked again."

"Yes, Dad."

"I can't believe it!" said the Green Goblin back in his lair, "I almost had him, but then she showed up. It's pretty clear I have to take this Spider-Girl out of the equation to achieve my goal, whatever it takes."


	6. Chapter 6

The next day at school, May sat down to lunch with her best friend, Felicity Hardy.

"I saw what happened on the news last night." said Felicity, "It's good to see you're alright."

"Yeah," said May, "good thing that, umm... Spider-Girl showed up to protect us." Suddenly May caught sight of a boy staring at them.

"What is it?" said Felicity.

"Normie." said May, "he looking at us kind of weird."

"Oh, yeah, there's a rumor going around that he might be into you."

"Doubt it. Just like I doubt any rumor I hear from some kid in the hall."

"When you think about it, it kind of makes sense. I mean, look at him."

"To me he seems more interested in what we're talking about than in me in particular. Can we just drop this subject?"

"Okay." They were too distracted by their conversation to see him start scowling, like he just realized that one of them did something horrible to him.

Later that day when May was going to her locker to get the books she needs for her next class, there was a massive explosion in the ceiling. It was closely followed by a series of other explosions, prompting a school wide evacuation. Once out of the building May got the chance to look at something that fell out of the ceiling after the detonation. It was foam-rubber and was orange, like a pumpkin. May knew instantly that this was the Green Goblin's doing and ran off.

Not long after Spider-Girl swung in to intervene.

"Okay, Green Goblin," she said, "I know this is your doing. Come out where I can see you." However the Green Goblin didn't appear.

"I said come out and face me, Goblin." suddenly there was an explosion right in front of her. She took evasive action by swinging into a tree. However, there was a pumpkin bomb there too and she had to swing away from there.

"Do you have any more tricks in that bag or is it just bombs?" Not long after she said that, a razorbat flew in after her. It was simple enough to beat, she just shot a web ball at it, but it was becoming clearer to her that the Goblin wouldn't just come out and face her, and she left, taking with her one thing: the Green Goblin, somehow, had figured out who she was.


	7. Chapter 7

May wasn't sure how the Green Goblin could've figured out her identity, neither was Peter, but they both knew she was no longer safe. Peter wanted to take every precaution possible to protect May, but May wanted to try and figure out how to stop the Green Goblin.

"Trying to stop the Goblin is what got us into this mess to begin with." said Peter upon hearing about this.

"Dad," said May, "you're trying to hold off the threat. I'm trying to eliminate the threat altogether."

"She has a point, Peter." said Mary Jane.

"You're taking her side?" said Peter, "She's going to get herself killed."

"I was thinking that exact thing whenever you went out as Spider-Man, but you always came back essentially unscathed. And you were years older than May is now. Don't you think she can take care of herself?"

"MJ, this is the Green Goblin we're talking about. If there's one thing I know about the Green Goblin, no matter who wears the mask, they're ruthless, remorseless, and will stop at nothing to achieve their goal. You remember what the original one did to Gwen."

"How could any of us ever forget? But we can only hold the Goblin off for so long. Eventually he'll kill us all. If we let May try to stop him, at least she has a chance. If we don't none of us will be safe." Suddenly May's phone rang. When she answered it, she heard a familiar voice on the other end.

"_I know who you are, Spider-Girl,_" said the Green Goblin, "_and I know all those whom you love. They shall all know my wrathful hand if you don't come and face me._"

"Okay. I will." said May.

"_Good. George Washington Bridge, 1:21 A.M tonight. A minute later and they all die. I'm not a very patient person._"

"Absolutely not, May." said Peter, having heard the call, "It's too dangerous, he just wants to kill you so he can get a shot at me."

"This could be my one opportunity to stop him." said May, "And besides, he threatened to kill everyone I love if I don't go."

"He always says that, but in the end, even if you go to face him, he'll kill them anyway. If that weren't the case, Gwen would still be alive."

"If I don't go to face him, I may never get the chance to stop him again."

"No, May. That's final. It's too dangerous. He'll kill you."

"Fine." said May.


	8. Chapter 8

That night, May ignored her father's warnings against facing the Green Goblin and went out as Spider-Girl, swinging to the Hudson River to confront him.

"Welcome, Spider-Girl," said Goblin, "or should I call you Mayday?"

"It's already difficult trying to figure out how you learned who I was," said Spider-Girl, "don't make me wonder where you learned my friends' nickname for me."

"How I know who you are and what people call you is not the business of a dead girl."

"I'm not dead yet, and believe me, I'll continue saying that until I'm 80." She shot web balls at the Goblin, who retaliated by throwing razorbats at her. She dodged them, but they came right back and hit her from behind.

"You like my new razorbats?" said Goblin, "They never miss a target, no matter how much it moves."

"Impressive," said Spider-Girl, "but it'll take more than Spider-Girl-seeking razorbats to kill me."

"What about Goblin gas?" He sprayed a green gas at her, which clearly weakened her.

Meanwhile, Peter had known that May would disobey him, so he kept a close eye on the live news coverage of her fight. When the gas hit her, he knew she had bitten off more than she could chew. He got up and went to get what he needed to help May.

Tony Stark was asleep when he was awakened by J.A.R.V.I.S.

"Pardon me, sir," said the A.I. butler, "but Mr. Parker is at the door. He says it's urgent."

"Send him in." said Tony.

"Tony," said Peter once he got out of the elevator, "I'll take that suit now."

"It took fifteen years for you to accept the offer?" said Tony, "Are you always like that?"

"J.A.R.V.I.S., turn on the TV, any news channel." The screen came on, showing the Green Goblin beating Spider-Girl into a pulp, "That's May up there. I gotta help her."

"J.A.R.V.I.S., prepare the Mark LVII." Tony turned to Peter, "I'm gonna need the leg, and you web shooters."

"Why?" said Peter.

"You'll see. The modifications are necessary and will only take a minute or two." Peter let Tony remove the prosthesis and take it to his work bench. After a minute or so, sure enough, Tony returned the appendage and web shooters to Peter, as well as handing him an anklet and chest strap with a spider on the front, both of which Peter put on.

"Sir, said J.A.R.V.I.S., "the armor is ready."

"Let it out." said Tony. Upon Tony's request, a door opened up allowing a large red-and-blue metal spider to enter.

"This, my friend," said Tony, "is the Iron Man armor Mark LVII, codename Iron Spider. Just tap the spider on your chest strap and let the magic happen." Peter did as Tony asked and the Iron Spider scanned the area. When it detected the chest strap it jumped and attached to Peter's back. It then started unfolding into armor for his head, arms, body and one leg; the armor from the other leg came from the prosthetic. Once all attached to Peter, an energy version of his web pattern covered his entire body. The end result was an Iron Man-style armor that looks like his old costume.

"J.A.R.V.I.S. will talk you through everything," said Tony, "I don't want to waste any more of your time."

"Good," said Spidey, "since May is getting creamed up there." Spider-Man walked over to Tony's landing pad and shot an energy web line at a nearby building.

"Stark," said Spidey, "thanks. I owe you one." Spider-Man swung off toward the Hudson River to save his daughter.


	9. Chapter 9

The Green Goblin was satisfied with how good a job he's doing at beating up the weakened Spider-Girl, as could be told by his sinister smile. Through Spider-Girl's red-tinted sight, however, it was worse than she could've ever imagined. As the Goblin picked her up by the throat she thought of her father and how she had disobeyed him and was getting killed as a result. Oh, how she wanted to apologize, but it was too late now. Not only was her spider-sense going off like crazy, but she also could feel that she was no longer being held over solid ground.

"Give my best regards to the Devil." said Goblin as he mercilessly released his grip. She could feel herself falling, her life flashing before her eyes. Just before she hit the water, she felt a cold arm wrap around her and suddenly she stopped. She looked up to see her rescuer, who wore an Iron Man-like suit but with a Spider-Man look to it.

"Dad?" she said.

"Who else?" said Spider-Man, "How do you feel?"

"Weak."

"Too weak to climb?"

"I'll try, but I doubt it."

"I'll be right down here to catch you. Just take it one step at a time." Spider-Girl tried to climb, but she had pushed herself a little too far and fell off. But Spider-Man did catch her, as promised. She tried again and was doing a lot better. Eventually, after slowly climbing about hundred feet, she found the strength to go a little faster. Another hundred feet and she was strong enough to web zip. Eventually she made it back to the top, much to the surprise of the Green Goblin.

"How is this possible?" he said, "There is no possible way you could've saved yourself, you were too weak from the gas."

"Who said I saved myself?" said Spider-Girl before Spider-Man in the Iron Spider armor swung up and landed in front of the bewildered Goblin.

"Spider-Man," said Goblin, "good to see you back in action, still on that crutch of yours?"

"Yes, Normie," said Spider-Man, "and I lean on it proudly, like President Roosevelt."

"That's Normie?" said Spider-Girl.

"Well, who else would it be? The Green Goblin is an Osborn thing."

"Well, good work, Colombo." said Goblin, "If you're going to die, you might as well know who killed you." Goblin threw razor bats at Spider-Man, who dodged.

"Um, sir?" said J.A.R.V.I.S., "they're coming back." When the razor bats did indeed come back, Spider-Man extended eight blue spider legs and stabbed them all.

"Any more tricks?" said Spider-Man. Green Goblin was persistent, however, and swung his obsidian bat wing sword at Spider-Man. The obvious thing happened: the sword shattered.

"Did you really expect that to do anything?" said Spider-Man before kicking Goblin away from him. Goblin pulled out a pumpkin grenade, but Spider-Girl webbed it out of his hand and, with some creative acrobatics, tied him up in webs.

"Nice moves." said Spider-Man to Spider-Girl.

"Thanks." said Spider-Girl. The Goblin tried to get up, but he felt a foot on his chest and saw Spider-Girl standing over him. He was defeated.

"Why did you try to kill my father?" said Spider-Girl.

"A valid question, May." said Spider-Man, "Why did you try to kill me?"

"Because that's what my father would've wanted." said Goblin.

"What do you mean?" said Spider-Girl.

"Harry wanted to kill me because he thought I killed his father." said Spider-Man, "In fact, he wanted to kill you before you were born as part of the whole "go for the heart" thing."

"Yeah." said Goblin, "Literally for as long as I can remember, he kept going on and on about how Spider-Man must die. Now that he can't do it himself, I wanted to do it for him."

"But if he was still alive, he wouldn't have wanted this." said Spider-Man, "Once I revealed to him this was all a misunderstanding and that I never killed his father, he changed his ways. He even saved everyone from the building he rigged to blow up. Of course he died that night from an overdose of the Goblin serum, but if he hadn't, he wouldn't have wanted this. Trust me, Normie. Trust your father's best friend." the Goblin was obviously confused, but eventually decided to believe what Spider-Man was saying.

"Good," said Spider-Man, "So do you need me to get you purged of the serum to return your sanity?"

"No," said the Goblin, "I took the OZ formula, which has had the insanity agent removed."  
"Good." said Spider-Girl, "All we have to do now is destroy all the Goblin stuff, and put it all behind us."

"Are you sure, May?" said Spider-Man, "Even if he's reformed, he still needs to take the consequences for what he did."

"I swear that I won't do anything wrong ever again, regardless of whether or not you put me in juvy." said Goblin.

"Well, I suppose the Osborn name has been disgraced long enough. Besides, how will he explain his actions without revealing my identity?"

Later by the Hudson River, Spider-Man, Spider-Girl and Norman Osborn II had a fire going and were burning pumpkin bombs and razor bats. Once everything was burnt except for Badbat, who'd be stripped for parts later, they returned to their respective homes.

A few days later, everything had returned, mostly, to normal. May's grades were up, her family was doing better than ever thanks to the more impressive shots Peter had been taking for the Bugle, May even had a new boyfriend: Normie.

"Told you he was into you." said Felicity.

"Believe me," said May, "it was much the opposite back then."

That night, Spider-Girl stood on one of the eagle busts on the Chrysler building, illuminated only by the pale moonlight. She jumped off, shot a web and started swinging. As she gracefully flew through the air, she accidentally disturbed some crows. The last thing the audience sees is Spider-Girl shooting a web in their direction before the movie ends.

(Credits roll)

A lone security guard stood in the door to a concrete room.

"This is Jameson." said the guard, "Guess what just happened for the twentieth time." The camera panned to reveal an empty clear plastic box, with an obvious break in one side.

(Credits resume)

**THE END**


End file.
